Heated Exchange
by HollywoodGirl15
Summary: Originally for a Kink Meme: James goes into heat and Kendall walks in. No matter how freaked out and confused he is, Kendall can't turn his back on a friend, especially when James looks at him with those sultry eyes.


So, this was originally for a BTR Kink Meme that was filled out forever ago, where James goes into heat after taking sex pollen, and needs help getting off. Kendall walks in on him, and no matter how freaked out he is, Kendall can't turn his back on a friend in need. ...Then it just got away from me and turned into this huge smut piece :X Comments on it are love, however. I promise I get back to whoever comments!

_[Also, Disclaimer: None of this is at all true, and it is just a showverse shipping of Kendall Knight/James Diamond. This has extremely mature content, and should not be read unless you can handle it. I own nothing, Big Time Rush owns themselves, and I am in no way implying that this ever happened in real life.]_

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Kendall Knight isn't exactly new to hearing needy moans erupting from behind the closed bedroom door of James Diamond. Out of all of them, Kendall would guess that he's the one who got the most once he fully took advantage of what the Palm Woods could offer, and what their new found fame came with. It wasn't that he frowned upon the boy for it—sex was sex and admittedly, he was a little jealous of how easy it was for the pretty boy to get it. However, it started to get annoying when he fell asleep on the couch, and woke up at three am to hear the needy, wanton moans flooding through the closed oak door.

Running his fingers through his hair, Kendall reaches out and grabs the remote, flicking the television off with the simple button. Instantly, the living room area goes quiet and he's left with the antagonizing little moans that James is making, and if he listens closely enough, he can hear the soft tapping of his bed hitting the wall. Frowning, Kendall almost dreads walking into the room, knowing that he'll undoubtedly walk in on the girl for the night, and he'd be forced to make that embarrassing exit from his own room as James pounded the girl beneath him. He wasn't one for submitting, and as much as Kendall hated to admit it, it was kind of hot how dominate James could be when it came to the bedroom area. Regardless of that fact, he didn't need to see who his bandmate and best friend was sleeping with every time he walked into their joint room. Knowing that he couldn't avoid it forever though began to creep up his spine, and the need for sleep drove him down the hall and to his bedroom door, hand poised on the door knob before bravely shoving it open.

What Kendall Knight had grown to expect was to see James' cock simply pounding in and out of a girl. Normally, she'd be screaming James' name by now, and James would have that cocky smirk on his face as he effortlessly buried himself deep and lazily let his own climax begin to wash over him. He was the one that all the girls wanted in the bedroom, but Kendall knew that when it came down to it, that secretive look in their eyes as they left told him that they didn't enjoy it as much as they had always hoped. Once he was done, James kicked you out of his room without a care, and that kind of behavior had gotten them in trouble with Mama Knight more than once. But it was a pattern, the familiarity that Kendall had endured since they had moved to Hollywood. It was one of those things that he had just grown to expect, and a bigger part of him had grown to loath about the pretty boy who didn't seem to care.

But what Kendall didn't expect when he opened the door, was to see James Diamond sprawled out on his bed, hard cock pressed against his stomach as he withered into the sheets.

A sheen of sweat had broken out all over his body, his teeth quickly biting into his bottom lip as his fingers curled harder into the sheets. Kendall could practically hear his heart racing in his chests, his hips making little rolling motions towards the air as his cock bumped his stomach, causing another antagonizing moan to rip through his throat. James' head thrashes against the pillow slightly, his hair sticking up at an odd angle that would normally have Kendall laughing if he wasn't so _freaked out_ at the situation in front of him.

Kendall tries to formulate the words to ask him just what the _fuck_ is going on, but his throat's dry and he can't seem to make a sound. James' hips are rolling more desperately towards the air now, his eyes squeezed shut and teeth clenched. He almost looks like he's in pain, and Kendall can't _decide_ if he is or not. All he can focus on is the way the other boys' hips roll repeatedly, the way his fingers clench in the sheets, his impressive biceps shaking with the need to touch himself but straying away. Kendall's never seen James look so _vulnerable_, and it almost scares him for a moment as his voice suddenly seems to flood some sense into him. "Oh _God…_"

James' eyes open, startled and darting around the room as his chest heaves. His eyes are glassy with need, a dark apprehension on his face as he swipes his tongue against his bottom lip. Long fingers fist in the sheets once more, and he quickly presses his face into his pillow, suddenly flushed red from embarrassment at the situation. Kendall can't take his eyes of his body though, and he dares to take a step closer, swallowing hard and desperately trying to formulate some words other than a sexual _moan_ at the sight of his best friend this way.

His hand reaches out, setting itself on James' damp chest. The fabric of his white sleeping shirt is soaked with sweat, and Kendall slowly drags his eyes up James' neck as the boy swallows hard underneath his touch. His Adam's Apple is bobbing now, one eye slowly peering at him as short, little pants come from his lips. Kendall can't decide if the moment is awkward or hot, and he bites into his bottom lip again to keep from making the right noise. But James is staring at him, and the eye contact is unnerving, and James almost looks like he's _begging _Kendall to make it all go away, to make his cock go back to normal, to make something happen other than the antagonizing feeling of absolute horiness rushing across his body.

And Kendall has _no idea_ how to react to _that_ kind of look.

James lets out a soft mewl, rocking his hips on the comforter and Kendall jerks back a bit, watching his lanky friend in absolute amazement. His friend looks beyond displeased at the actions, and his hands trail up his thighs almost shamefully. James swallows hard before wrapping one hand around his beyond hard cock, his eyes shutting tightly again as a slur of moans fall from his lips. His hand slowly slips up his impressive shaft then back down, heel of palm lightly hitting his balls as a short exhale of relief leaves his body. His eyes practically roll in his head as his thumb reaches back up to rub at his slit, spreading the precome that seems to just be _pouring_ out of his aching cock right now, and he _needs_ Kendall to _snap the fuck out of it _ and help him before he _explodes_. "K..Kendall…"

His name is hoarse, falling from dry and cracked lips as James swallows hard and turns his head towards him. Kendall feels his stomach bottom out at that look, his own hand palming over his cock before he can stop himself and feel _bad _ about getting off on whatever was making his friend look like a downright _slut_. All he could picture was James moaning, the way his eyes would roll back when he came and Kendall couldn't _think_ straight. James was staring at him, pleading with him, desperate for his aching errection to just _go away_ _already_. "Yeah buddy?"

Kendall wants to hit himself for sounding so dumbfounded and ridiculous. James isn't asking him a question, he's giving him a pleading, desperate look to _fuck _ him, and he's not complying, and it's _pissing James the fuck off._ His cock is so hard it's starting to hurt, and he just needs something, needs anything, needs to come and feel his _release_. He needs something so bad that he's starting to feel the frustration build up and his eyes brim with tears. "Pl…please…need…need more…hand not…not enough…"

Kendall stares at the taller boy dumbfounded, his voice lost somewhere in the back of his mind, his heart racing hard in his chest at what James is even _suggesting_. They're _friends_ and this is _far _ from friendly. He won't admit it, but Kendall has always wanted James like this, so far gone and begging to come, his cock hard and waiting on _him_, but that was reserved for his brain. That was his jerk off material, and now it was sprawled out before him? Kendall was ready to ask if Ashton Kutcher was going to jump out and yell Punk'd in his face. But James was staring at him with the most desperate look he had ever seen in the boys eyes, a tear slowly ebbing its way down his cheek at the sensations running through his body at full throttle. The look only lasted a second before his teeth clenched and he threw his head back, a scream erupting from his lips as his chest heaved. "I…James…what?"

He almost feels bad but is more startled as another howl of pain shoots out of James' lips, his hips rocking hard against the air and his own fingers fisting in his hair and tugging hard at his shaggy hair. Sweat's beading around his forehead now, dampening the locks and Kendall can only swallow hard as his brows pull closer together and it takes a moment before James can get himself under control enough to even formulate a _word_ to Kendall. "Kendall. _Need you_."

The words are practically growled out, husky and demanding, James' inner workings beginning to come out once more. _This_ is the James that Kendall is familiar with, but he still finds it hard to think straight as James looks at him in frustration, pushing himself up from his back to his forearms, then up to a sitting position. He lets out a little abused noise as his cock rubs against his stomach, a small helpless look on his face before he reaches his tanned arms out, gripping Kendall's shirt and pulling him tight to him. He doesn't give Kendall a minute to question it, instead slams his lips down on Kendall's, moaning in appreciation at the contact with the boy who's been just _staring_ at him since he walked through the door.

Kendall's stunned for a moment, eyes wide and open as James' kiss is all teeth and tongues, desperate to get into Kendall's mouth, desperate to _lead_ if he has to. As long as he gets _fucked in the end_ he doesn't care who gets things rolling. His hands are slipping behind Kendall's head, tugging at his dirty blonde locks, shoving his lips harder against his and prying them open with his tongue. Kendall lets out a nervous whine, and James growls into the kiss, giving his hair a rough tug as he shoves his tongue in, eager to tangle it with Kendall's as his body shutters at the _perfect_ contact. His heart's pounding hard in his chest, and his tongue's against Kendall's, and his precome is soaking into his shirt and he just _doesn't care_.

Unsurely easing his hands onto James' biceps, Kendall allows the boy to lead him into the kiss, allows him to reassure hi somewhere that this is what he really wants. Because to Kendall, this is absolutely _insane_ and he has _no idea_ how to handle this. All he knows is that James' skin feels hot under his fingers, and his biceps are flexing into his palms, his neck arching and head tilting to get a better angle at his pretty little lips. They're swollen with his bruising kisses already, but James doesn't care—he simply bites roughly at Kendall's bottom lip and tugs at it, his tongue sweeping against the roof of his mouth and letting out a wanton moan as he drags his nails down the back of Kendall's muscular neck.

This is _wrong_ and James knows that, but he _needs_ this more than he's ever needed something before. He doesn't know what the _fuck_ this exactly is, but all he knows is that he needs it. Touching his cock isn't enough—his strokes are too out of rhythm, too far gone with lust, and his palm can't seem to grip it anymore. It's like he's immune to his own touch and it _scares_ him for a moment that he's practically forcing his friend to _fuck the shit out of him_ right now, because if he doesn't get some relief soon, James feels like he's going to _explode_. He has never this horny before, has never wanted sex so bad in his life, but his cock _hurts_ and he can't _help it_ and he just _needs Kendall_ so bad that he feels like screaming if he has to to get attention.

Kendall's unsure and his lips are sore by now because James is so fucking _rough_, but he tries to brush it away, tries to register that same urgency that flows through James' veins. His hands run down the firm biceps in his hands, his mouth pulling away to place open mouth kisses along his jaw and then down his neck and throat. They linger at a random spot in the middle of his neck as James' breath hitches, and Kendall bites down obediently, sucking hard and swiping his tongue out soothingly against the purpling mark. James lets out soft whines, dragging his nails up and down Kendall's back, his eyes rolling back at the slightest touch as his body erupts on fire. He needs to come so much more now, and Kendall's kisses are _taunting _him, letting him know that he isn't in control, and James just needs to be fucked into the mattress already. But Kendall sucks harder and harder, leaving his mark and listening to the pretty moans that fall out of James' lips, going after his calls, hips rolling against his and clothed cock brushing against aching erection.

James _swears_ he's a volcano ready to erupt, the contact making his head throat back as a moan rips out from his parted lips. Kendall's quick to smother it, reaching down to palm his hand along the boys balls, feeling his cock twitch hard against his hand. James is unraveling already in front of him, his hands reaching out blindly and gripping anything that they can. Kendall's hand moves up his shaft, twisting at the head as he watches his friend, watches the way his tan skin seems to _glow _with the sweat that's building up. The white material is sticking to his chest, and Kendall swipes his tongue over his bottom lip as he observes the hard buds poking out from the damp fabric.

Kendall tenses as a soft mewl leaves James' lips as he pulls his hand away from his hot body. He swears he can practically hear James swearing at him in his head, begging him and pleading him to just _get on his cock_ before he _explodes_ and that he _can't take it_, but Kendall's in charge and he's not going to let an opportunity like this pass him up. He reaches down, trailing his fingers along the damp shirt, his canine's sinking into his bottom lip at the sight. His skin is beyond hot, and Kendall briefly wonders if he's getting burned just by the touch of it. But he can't back away now—James is beyond hard and his own cock twitches in a bit of sad comprehension. He knows that there's no turning away now, and that James needs him, needs him for everything he's worth. James is panting below his fingertips, abs rapidly rising and falling and his eyes just _begging_ Kendall to relieve him, even if it's just a little bit. He feels like he's dying and _God_ he just needs someone to make his fears go away, needs someone to just tell him what the _fuck_ he took at that party that's making his body so hot and on fire…

His fingers hook underneath the fabric, hoisting it up James' damp skin and throwing it down onto the ground. James' expression changes slightly, a flash of relief flooding onto his face at the sudden sweep of coolness, but it's quickly overcome by the hard need between his legs and his hips rock towards the air again, his hair falling in his face as his teeth bare down on his bottom lip once more. He lets out a hurt sound, masking it by a terrified whimper, and Kendall feels his heart hurt for a moment at the sight. James has never been the type to beg for help, to beg for someone to just help him out because he's _scared_, but he's staring at Kendall like he holds the key to everything, and Kendall's honestly _scared_ that James is _terrified. _Biting his lip, he places a few soft, open mouth kisses along his neck, moving down towards his defined pecks as James lets out of little gasps of relief.

Kendall glances up for a moment, relishing in the way James looks with his eyes closed and his teeth barring into his bottom lip. His bangs lift ever so slightly with every breath of air, and Kendall feels his cock twitch painfully in his pants as he tries to calm himself down. His tongue slowly trailed along a fresh bruise against James' tan neck, a soft whimpering moan leaving his lips and it's the hottest thing Kendall's ever heard. He can feel James swallow against his lips, his neck arching ever so slightly towards the smaller boy as a smirk crosses the blonde's face. He places another soft kiss to the bruised skin, almost apologetically, then lets his tongue dip against the curves and contours of James' sun kissed skin, trailing down his pecks and towards the sensitive buds that Kendall never expected to be such a turn on.

His breath ghosts over James' scorching skin for a moment before his tongue reaches out, testing the waters as it flattens and runs over the boys' nipple. James lets out a mewl of pleasure, his back arching closer to Kendall's mouth. He smirks, forming a suction around the sensitive bud, his teeth lightly scrapping as he sucks hard, and James is quickly falling apart. His chest is rising quicker with every second, and Kendall's starting to wonder if he's going to blow the _fuck up_ at any second. He pulls away for a fragment of a second, staring at James in worry before James grabs him roughly by the cheeks and slams their lips together, teeth clashing and tongues tangling. "Don't you fucking stop Kendall…."

Kendall swallows hard as he stares at James, the older boys' eyes glazed over and voice beyond husky. He's desperate and Kendall just wants to make it go away, but he can't remember a time when James has actually _wanted_ him and not some random girl. His lips press to James' again, his fingers threading through damp locks and earning little moans of pleasure despite how hard his cock is against Kendall's hips. He bites and nibbles at Kendall's bottom lip, his teeth scrapping harder and harder as his chest starts pounding again, and Kendall lets out a yelp as he tastes blood. Letting out a small growl, Kendall slams James hard to the bed, staring at him firmly before wiping at his lip. "Hey, no biting, fuckface."

"You could fuck my face if you want," James is staring at him, wide eyed and lips swollen, needing something, _anything_, and Kendall rolls his eyes a bit and pulls in a deep breath to remind himself that James is just so fucking _horny_ that he can't think straight. Lightly slapping his face, Kendall grabs his jaw hard, giving him a stern look. James stares back for a moment before letting out a small hurt whimper, biting into his own bottom lip and nodding reluctantly. He needs some form of release and he needs it _now_; why can't Kendall just understand that one simple fact? Kendall gives him one more stern look before moving their lips closer together again, letting his lip dart along the older boys' bottom lip. James lets out a mewl and tries to bite, but a hard pinch of his nipple brings him back to reality and he coils back from the kiss slightly.

Kendall drags his tongue back down his body, moving his tongue along the bruised bud before giving it a soft suck, glancing up at James' apologetically. Because honestly? Kendall is just _freaking the fuck out_ and doesn't know what to do to make it all go away. But James just stares back at him, eyes glazed over and pelvis subconsciously grinding into the younger boy on top of him. Kendall moans, fisting his fingers in the sheets as a familiar white hot heat shoots across his body, his mouth hung open as he tries to formulate a stern _what the fuck_ but it never comes out. All he can feel is how fucking hard James is and his cock is getting even harder with every stroke against Kendall's body. James mewls and tugs hard at Kendall's blonde locks, whispering over and over again. "G…God please Kendall please. Need to come. Need to so bad. Please…"

Kendall bites into his bottom lip, the simple phrase going to straight to his cock. He's so painfully hard, but he forces himself to try and calm down. A chance like this with James might never come again, and it's pretty hot to watch James practically crawl out of his skin because he's so fucking horny. His fingers run down, slamming James' hips back into the mattress obediently. James makes a soft mewling noise, staring up at him with doe like eyes that nearly have Kendall coming right then and there, but he resists. He shoots him a stern look, and James nods his head in silent understanding. Kendall splays his palm out, letting his fingers run down James' impressive pecks and down to the trail that lead to his painfully hard cock. He can feel the boys' abs contracting underneath his touch, and he swallows hard as his throat goes dry. James' chest is heaving, his eyes staring down at Kendall's hand, dying for it to touch him and make him see stars.

But Kendall isn't ready to let James come, nor is he ready for this to end. Smirking, he pulls his hand back, standing up as James lets out a wounded cry. He was _so _close to getting some form of relief, and if he wasn't so fucking _desperate_ to come he'd punch Kendall in the face for that one. His teeth drag into his bottom lip as he stares up at Kendall, watching as he moves to his feet and removes his jeans. James' throat goes dry as he sees Kendall's flush cock bob in the open air, his heart pounding quickly in his chest as that subconscious need wells in his stomach. Sitting up obediently, he puts a strong hold on Kendall's hips, staring up at the blonde for silent permission as his mouth practically waters at the opportunity.

Kendall stares down at the boy, his hands coming up to touch his hair, and that's all the permission that James needs.

His tongue darts out, slowly sliding up the underside of Kendall's cock, then up to the tip as he swirls it around Kendall's slit. The taste of precome hits his senses and James lets out a moan of his own, his heart slamming faster and harder into his chest as Kendall's fingers thread through his damp locks. He drags his tongue along the underside once more before stopping at the tip, staring up at Kendall, hazel eyes making contact. He watches as the blonde's Adam's apple contracts as he swallows hard, then closes his eyes as he brings his lips around his head. The action produces a muffled moan from the boy, fingers fisting even harder in James' hair as the boys' tongue runs all along his slit, dipping in before pulling back out and circling the sensitive head over and over again.

Kendall's not sure if it's the situation or the fact that _James fucking Diamond_ is sucking him off, but he knows he's close and he grits his teeth to try and fight the feeling off. He dares a glance down, watching as James' cheeks hollow as he takes him further down, tip hitting the back of his throat as his tongue desperately laps at Kendall's sensitive skin. He makes sure to coat every inch, his mouth moving back up and pulling off with a soft pop as a single strand of saliva still clings to his lips. Kendall bites down hard on his lips, stroking James' hair as the brunette covers the side of his cock in kisses, tongue darting out every so often with lips shining from spit and cheeks red from his effort. "_Fuck_ James, where did you learn to suck cock like this…"

James doesn't answer for a minute, his mouth sliding back over Kendall's tip and tongue lapping out at his slit. Kendall gives his hair a rough tough, forcing his mouth away as much as Kendall desperately _needs_ it there. The brunette yelps, eyes flying open as he stares up at his friend with wide eyes. Arching his eyebrow slightly, the blonde lets a soft growl escape through his lips. "I asked you a fucking question, James."

The brunette swallows hard, blinking a few times to try and get his ground again. He didn't even remember Kendall saying a word, let alone asking him a _question_. His mind was foggy, his cock hard and pressing against his toned stomach as he let out a soft mewl of displeasure. "Kendall…"

"Fucking answer it, you little slut. Where did you learn to suck cock like this?"

James' cheeks heat up, flushing as he stares up at the blonde from his knees. Kendall's in every position to pull his hair harder and force his head back if he wants, and as far gone as he is, James _knows_ he doesn't want anyone fucking with his hair in _any_ way for _any_ reason. Darting his tongue over his bottom lip, he lets out a soft moan as the taste of Kendall's come registers itself inside of his brain once more. "Porn, lots of them…Fantasies…"

He doesn't elaborate from there, and instead wraps his hand around his friend's cock. Sliding his hand down once, he lets it rest at the base of Kendall's balls, his head quickly moving forward to deep throat the blonde's cock once more. James' swallows hard around his tip, pushing his gag reflex out of his mind as his fingers slip down to Kendall's balls, slowly palming at them and hollowing his cheeks against Kendall's rock hard cock. Kendall tugs at his hair hard, his chest rising and falling as he knows how close he is. He can feel that familiar burn in his stomach, can feel his body just aching to let go, but he knows he doesn't want to come down James' throat. That's _too _cliché, and if this moment has to suffice for a long time, he's going to damn well make it worth his while and give himself some of his own mental porn to get off to when he's lonely. "Lean back, eyes closed."

James does what he's told obediently, not keen to another hair pulling as he pulls off of Kendall's cock. He swipes his tongue along his lips again, his hips rocking unevenly on the bed as his hand comes back around Kendall's cock. He pumps it faster and harder, keeping his eyes closed as he feels his cock give a familiar twitch. Kendall's fingers grip hard at his hair, a loud moan ripping through Kendall's throat as he comes, coating James' face as it easily begins to slip down his nose and jaw, sliding past his neck and onto his sweat filled torso as James lets out his own moan of approval, his hand slowly stopping its motions on Kendall's cock.

Kendall's hips finish rocking unsteadily against James' hand, and his chest rises and falls rapidly as he tries to force his eyes open. He manages to pull himself from the blackness briefly, eyes slowly sliding down to the come covered face of James Diamond, his cock giving a hard twitch at the sight; Kendall's never seen him look more _beautiful _before. James' tongue is running along the side of his mouth, desperate to pick up whatever stray come he can get before it dries. His eyes are shut tightly in concentration, shallow breaths leaving his parted lips as his fingers slide along his chest, working the come into his skin with an appreciative moan. Kendall's cock gives another firm twitch at that, hazel eyes slowly opening to reveal dilated irises as he threads his fingers through come filled hair. "You're such a good little slut, aren't you James?"

"All for you," James' breath so close to his cock has Kendall trembling, and he watches the taller boy with absolute wonder for a moment. How in the hell James cock had managed to stay hard through a blow job and teasing pumps, Kendall would never know. All he knew was that something was _seriously_ wrong and that James was two seconds away from declaring himself the Slut of the World if it meant that he could come. He had never been the type to crawl out of his skin for sex, and now that Kendall got a closer look at the boy, he knew he was as high as a kite.

Grabbing onto his locks a bit tighter, Kendall tilts James' head up, inspecting the dialted pupils for any clue as to what's raging through James' system and just how he got it. All he knows is that James' tongue is desperately trying to lick at the vein on Kendall's wrist, his desperate little noises bringing Kendall's cock completely hard again as he reluctantly moves his arm a little closer. James instantly brings his tongue along the vein before attaching his mouth to the shaking wrist, sucking hard and marking another part of Kendall's body as the smaller boy attempts to hold onto reality long enough to figure out just what in the _fuck_ is going on. "James what did—_oh fuck that feels good—_what did you take?"

James' teeth scrape against his palm, his fingers closing around Kendall's thighs once more as he desperately tries to get closer to the boy. His hard on is starting to rapidly turn more and more painful, but he can't get away from Kendall, can't get away from the pull of his skin as he lets out a little moan of pleasure. His tongue comes back own to soothe at the bruised skin before his teeth find their way back once more, biting and sucking and Kendall's cock is pressing against his chest and James _almost_ is out of it enough to pull it back into his mouth…

"_James!"_

Kendall's bark of his name seems to snap him out of it a bit, a frustrated whine leaving his lips as Kendall abruptly yanks his wrist and body away. James fists at the sheets, a pout on his lips and a stern look in his eye as he shifts his hips repeatedly, desperate to find some form of friction to ease the ache running through his senses. "Don't know, something at club. Supposed to make you happy or something. _God please_, Kendall, I need to _come_…."

Blinking, Kendall watches as James' wraps his fingers around his cock once more, his lips erupting in impatient moans as he strokes himself. He almost feels sorry for the sun kissed boy, knowing how painful it has to be not being able to come, and then his throat goes dry as James' head falls back, precome leaking down the side of his cock and providing a bit of friction, but James is mewling about how it's _not enough_ and how he _needs something more_ and Kendall can't resist much longer. James looks like he's near tears, and Kendall has never been the one to watch his friends cry and has never been the type to watch them fall apart.

He quickly scrambles closer to James, pinning his body underneath him as James looks up, startled and eyes pleading. Kendall quickly places a few kisses along his flushed cheeks, wincing at how James feels like he's practically burning up. Placing a kiss to his lips, Kendall forces himself to make eye contact and ignore the fact that James is grinding his cock hard into his stomach. "Shh, James, it's going to be okay, alright? You're going to be fine…"

"Need more," James' voice is a hoarse whisper, and Kendall's unsure of what to do besides blow jobs and hand jobs. He knows James'll just regret it in the morning, and to even _suggest_ in his mind to do something like _that_ with his best friend? Kendall starts to question if he took some form of drug for being even remotely turned _on_ by that fact. But James is reaching for his fingers, quickly pulling two into his mouth and sucking hard on them, tongue wrapping around to coat them in saliva and Kendall feels his own cock grind down for a moment.

James closes his eyes, his tongue quickly lapping at Kendall's finger tips as his hips rock steadily against his. His cock grinds uncomfortably against Kendall's stomach, but he's in no mood to complain as an unsteady moan trembles past his lips. The brunette made a soft mewl in the back of his throat before pulling off of Kendall's fingers with a low popping noise, one that Kendall would make sure to document for later jerking off material. Hazel eyes stare up at him, desperate for the contact that Kendall's terrified up, and one glance down at how painfully hard James is has him coming to his senses, no matter his personal comfort level.

Pulling in a deep breath, he nudges James' side with his knee, and the taller boy quickly rolls over and obliges to whatever Kendall's willing to give. Swallowing hard, he traces a finger along James' entrance, the boy below him giving a soft mewl to tell him that he's okay. Kendall can barely breathe, but he slowly presses one in, shallowly thrusting it and marveling at the way James rocks his hips against the bed, desperate to get the friction that he needs to release. Kendall plants little kisses along his shoulder blades before sliding the second in, thrusting steadily and watching as James cranes his neck in pleasure, his teeth biting into his bottom lip and brows furrowed as soft little gasps come from his lips. His hips rock back against Kendall's fingers, desperate to get something more, and Kendall feels his stomach clench ever so slightly as he gropes James' dresser for a condom.

Upon hearing the drawer open, James' eyes shoot open, staring at Kendall wide eyed and more than eager. His pupils are full on dialated, and Kendall can't take it anymore. Sliding the condom on quickly, he yanks James' hips up, a smirk on the taller boys' lips as the tip of Kendall's cock presses against his entrance. Feeling his mouth go dry, Kendall holds his breath as he pushes in, James' moans going straight to his cock as the tight heat completely surrounds it. Moaning lowly into James' shoulder, he doesn't bother to wait for him to get adjusted. He knows James is more than prepared for this, and his hips set an antagonizing rhythm, rocking slow then fast, driving James wild as he digs hard at the sheets below him.

"_Oh_ Kendall, just like _that_, fuck…" He lets out a high pitch whine, and Kendall pulls out to the tip, suddenly thrusting in hard and slamming against a spot that has James moaning louder than any girl Kendall had ever been with. His teeth were gritting in pleasure, a single bead of sweat trembling down his brow as he desperately ground his hips into the mattress. "_Yes!_"

Kendall felt the shiver race down his spine as he began to thrust fast and hard, feeling his own orgasm rapidly approaching as he hit James' spot over and over again. The taller boy was crumbling, his moans turning into nothing more than jumbled sounds as his arms flexed, trying to hold onto reality as he clenched down slightly. Kendall reached around, giving James' cock a few hard pumps, the boy thrusting back against Kendall and nearly sending him off balance.

Then James' movements stopped and a loud moan of '_Kendall oh GOD_' ripped through the air as James' eyes squeezed shut, stars erupting behind his eyes as he came hard all over his stomach, the sheets, and Kendall's hands. He fucked into Kendall's hand repeatedly to ride out the intense pleasure throughout his body, soft gasps and moans trembling from his lips as he trembled beneath Kendall's touches. Finally his hips stopped, his face pressed flat to the mattress as his chest heaved with exertion.

Watching the tan boy unravel underneath him, Kendall couldn't hold on much longer. Holding his hips still and giving two more hard thrusts, Kendall spilled into the condom, a soft murmur of James' name at his lip as he collapsed slightly on top of the taller boy. James gave a slight mewl, swatting back at Kendall and silently telling him to get off. Kendall raised his eyebrow, slowly pulling out and heading over to the bathroom with shaky legs.

After the condom had been disposed of (hopefully underneath enough trash that mama Knight wouldn't see it), Kendall headed back into the bedroom. James was curled up peacefully on his side, bangs in his face and breathing even. Kendall chuckled slightly to himself, rolling his eyes a bit as he crossed the room, frowning at the come that was already beginning to stain the sheets. As much as it was bothering him, he couldn't bother James in that moment. Leaning down, he pecked the boys' chapped lips gently before ruffling his hair and grabbing his clothes.

Shimmying back into the uncomfortable clothing, Kendall glanced back at his best friend one more time before shaking his head and hitting the light switch, setting the room dark for the slumber boy.


End file.
